IRB Infrastructure Developers : Transcript of 25th AGM

IRB INFRASTRUCTURE DEVELOPERS LIMITED

Transcript of 25th Annual General Meeting (AGM) of the Company held on September 27, 2023

at 12.00 noon (IST) through Video Conferencing ("VC")

Welcome address by - Mr. Virendra D. Mhaiskar - Chairman & Managing Director

Good afternoon members. I welcome you all to the 25th Annual General Meeting of your Company held through Video Conferencing in compliance with applicable regulatory provisions.

With me today, Board of directors of the Company who joined remotely-

• Mr. Sunil Talati, Chairman of Audit Committee
• Mr. Chandrashekhar Kaptan, Chairman of Stakeholders Relationship Committee
• Mr. Sandeep Shah, Independent Director
• Ms. Priti Savla, Independent Director
• Mr. Jose Tamariz and Mr. Ravindra Dhariwal, Cintra nominees
• Mrs. Deepali V. Mhaiskar, Whole-time Director

I also have with me esteemed Management members present, Mr. Sudhir Rao Hoshing - CEO - Execution, Mr. Dhananjay Joshi - CEO - Corporate, Mr. Anil Yadav - Director, Investor Relations, Mr. Tushar Kawedia - CFO and Mr. Mehul Patel - CS.

Since the requisite quorum is present, I declare that the meeting is in order and commence the proceedings of the meeting.

Chairman Speech

Dear Shareholders, a warm welcome to all of you for the 25th AGM of your company. As we celebrate the silver jubilee of your company - I want to thank you all for being an integral part of this journey. In these 25 years IRB Group has grown leaps and bounds to over USD 8 billion and owns some of the most prestigious concessions across 11 states of the country. To succeed in this capital intensive business, it is important to have the ability to tap different pools of Capital. IRB did that very efficiently and that has been the key to owning the largest portfolio of road assets in the sector.

We have successfully built a future ready organisation backed by marque investors like GIC Singapore and US headquartered Ferrovial and it is further commendable that this growth has been achieved while leading the way for ESG and sustainability aspects in the industry.

Having built a massive investment portfolio, while the focus on growing business stays for IRB, the already invested capital in projects across verticals will now start generating notable positive cash flow. Thus,

IRB INFRASTRUCTURE DEVELOPERS LIMITED

meaningful distribution from both the InvITs will accrue to IRB, enabling regular dividend payout to IRB shareholders.

This positioning further gets strengthened from the NHAI bid pipeline for FY24 totalling ~ 3000km, where BOT projects are expected to form 40-45% of the total line-up and considering the election time, most of these bids will likely come up before February 2024. In near term, as priority NHAI has set plan for ~850km bidding pipeline - out of which roughly 600 kms is expected to come on BOT format - where IRB commands a strong market share. Our market leadership position will strengthen further with shifting contours of the industry and we look forward to continued growth going forward.

I would again take this opportunity to thank all our shareholders for their continued faith, interest and support extended to IRB family. Thank you all for finding time to join us here today. Best wishes and greetings for festive season. Stay Safe Stay Healthy.

I will now request the Company Secretary to brief the members regarding the arrangements made for the meeting.

Company Secretary: Thank you sir. The Notice of the AGM was already circulated to the Members electronically and with the permission of the members, they are considered as read and they were placed on the website of the Company. I request the moderator to activate the Insta-poll now. The Shareholders who have not casted their vote by means of remote e-voting, may vote through Insta-polle-voting facility provided at the AGM. The Company has enabled the Members to participate at the AGM through the video conferencing facility provided by KFin Technologies Limited, Registrars and Transfer Agent. The proceedings of the AGM are also being web-casted live for all the Members. The Members have been provided with the facility to exercise their right to vote by electronic means, both through remote e-voting and e-voting at the AGM through Insta-poll. M/s. Mihen Halani & Associates Practicing Company Secretary, was appointed as the Scrutinizer to report on the combined voting results of remote e-voting and the Insta-Poll for the item(s) as per the notice of the AGM and Insta-poll would be disabled 15 minutes after the termination of the AGM.

The result of the e-voting and Insta-poll will be announced within two working days.

With a permission of the Chairman Sir, I request Moderator to keep the floor open for the speakers. In the interest of time, we will aggregate the questions / comments first from all speakers and reply to them together.

IRB INFRASTRUCTURE DEVELOPERS LIMITED

Question and Answer:

1. Mrs. Celestine Elizabeth Mascarenhas
2. 1. Who is the main competitor having more market share compared to our Company
   2. Status Monetization of HAM assets
   3. Status of debt reduction and when shall the Company become debt free and Average rate of Interest on loans
   4. How many orders were received during past 6 months and expected date of completion
   5. Some highlight on any projects in the south
   6. Permanent employee strength is 3,262 and other temporary employee strength is 2,473 so what is the average age group of this employees
   7. Expressed support to all the Resolutions.
3. Mr. Aloysius Peter Mascarenhas
4. 1. Who are our peers, competitors and market share of our Company

The Chairman responded to the queries / comments of the Members queries as under:

• With respect to monetization of HAM assets is concerned it has been a consistent policy that as soon as the HAM assets are completed and they qualify as the NHAI mandate to be sold the Company should sell down those assets. The Company has successfully sold one of the HAM assets which the Company had completed i.e. Vadodara-Kim HAM project and other three (3) HAM assets are in various stages of construction and soon as the projects get completed in the next 18 - 24 months, the Company would certainly be looking to selling down this assets as well and
  Company expects a good premium at which the assets can be monetized, as it the Company's practice to monetize the HAM assets and shall be continue the same practice.
• With respect to not many projects in the South, the Chittoor Thachur hybrid annuity project that the Company is engaged in presently forms part of the South as it is close to Chennai.
• With respect to the order book is concerned it in the range of ~ 30,000 crore plus of which ~ 10,000 odd crore is to be executed in 24 - 30 months, so it has a good clear visibility of the order book in terms of execution.
• With respect to market share is concerned across the IRB Group platform the Company ended up collecting toll revenue in surplus of almost ~ 5,000 crore as compared to national data which speaks about ~ 43,000 crore of toll revenue collected annually so it is ~ 12% of the toll revenue that IRB commands.

IRB INFRASTRUCTURE DEVELOPERS LIMITED

• With respect to portfolio size and competition is concerned, the space has consolidated significantly and the Company do command market leadership in these sectors.
• With respect to EPC & HAM assets is concerned it's a very aggressive bidding platform wherein the positioning opted by lot of companies participating as those being less capital intensive, the Company intends to trade cautiously on these platforms given the margin complexion as mostly seen in these projects, and hence the Company has been retaining the market leadership as far as BOT & TOT is concerned.

As regards to the average rate of Interest on loans the Chairman requested CFO to provide details:

CFO: With respect to the average rate of Interest on operational assets the interest rate is at ~ 8.5% and for the under construction it is ~ 9.5%.

The Chairman thanked the members for their participation in the AGM proceedings.

The meeting was terminated with vote of thanks was proposed by Mr. Sandeep Shah.